0001193125-13-377211 Sample Contracts

CONSENT AND WAIVER AGREEMENT
Consent and Waiver Agreement • September 25th, 2013 • La Jolla Pharmaceutical Co • Biological products, (no disgnostic substances) • California

This Consent and Waiver Agreement (this “Agreement”), entered into as of September 24, 2013, is made by and among La Jolla Pharmaceutical Company, a California corporation (the “Company”), and the undersigned holders of the Company’s Preferred Stock (defined below) (each a “Holder” and collectively the “Holders”).

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EXCHANGE AGREEMENT
Exchange Agreement • September 25th, 2013 • La Jolla Pharmaceutical Co • Biological products, (no disgnostic substances) • California

This Exchange Agreement (this “Agreement”), entered into as of September 25, 2013 (the “Effective Date”), is made by and among La Jolla Pharmaceutical Company, a California corporation (including its subsidiaries, the “Company”) and the undersigned holders (the “Holders”) of the Company’s Series C-22 Convertible Preferred Stock (the “Series C-22 Preferred”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 25th, 2013 • La Jolla Pharmaceutical Co • Biological products, (no disgnostic substances) • California

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 24, 2013 (the “Effective Date”) by and among La Jolla Pharmaceutical Company, a California corporation (the “Company”), and the purchasers listed on Schedule I hereto (each a “Purchaser” and together the “Purchasers”). Certain terms used and not otherwise defined in the text of this Agreement are defined in Section 11 hereof.

LA JOLLA PHARMACEUTICAL COMPANY RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • September 25th, 2013 • La Jolla Pharmaceutical Co • Biological products, (no disgnostic substances)

This Restricted Stock Agreement (the “Agreement”) is made as of [ ] (the “Effective Date”) by and between La Jolla Pharmaceutical Company, a California corporation (the “Company”), and [ ] (“Recipient”).

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